Current Report Filing (8-k)
August 24 2020 - 9:18AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 24, 2020
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BARNES & NOBLE EDUCATION, INC.
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(Exact name of registrant as specified in its charter)
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Delaware
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1-37499
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46-0599018
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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120 Mountain View Blvd., Basking Ridge, NJ
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07920
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (908) 991-2665
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Not Applicable
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company □
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. □
Item 8.01 Other Events.
On August 24, 2020, Barnes & Noble Education, Inc. (the “Company”) issued a press release announcing that its Board of Directors has officially concluded its previously announced review of strategic opportunities, with a determination that the continued execution of the Company’s current business plan is the best path forward for the Company and its shareholders.
A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: August 24, 2020
BARNES & NOBLE EDUCATION, INC.,
By: /s/ Michael C. Miller
Name: Michael C. Miller
Title: Chief Legal Officer and Executive Vice
President, Corporate Affairs
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